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  4. [Form 4] Murphy USA Inc. Insider Trading Activity

Murphy USA SVP sells 345 shares after equity grants

Murphy USA Inc. officer Eric J. Bartko reported several equity transactions.

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Murphy USA Inc. officer Eric J. Bartko reported several equity transactions. On 02/11/2026 he acquired 502 shares of common stock through a derivative exercise, then disposed of 228 shares at $363.36 per share to cover taxes on performance stock unit vesting, leaving 697 directly held shares.

On 02/13/2026 he completed an open-market sale of 345 common shares at $404.84 per share, reducing his direct common stock holdings to 352 shares. He also received new equity awards on 02/11/2026, including 749 stock options at an exercise price of $380.92 and additional performance and restricted stock units granted under company incentive plans.

Positive

  • None.

Negative

  • None.
Insider Bartko Eric J.
Role SVP & Chief Customer Officer
Sold 345 shs ($140K)
Approx. gross sale proceeds $140K
Approx. exercise cost $0.00
Type Security Shares Price Value
Sale Common Stock 345 $404.84 $140K
Grant/Award Stock Option 749 $0.00 $0.00
Grant/Award Performance Stock Unit 454 $0.00 $0.00
Grant/Award Restricted Stock Unit 227 $0.00 $0.00
Grant/Award Restricted Stock Unit 1,226 $0.00 $0.00
Exercise Performance Stock Unit 300 $0.00 $0.00
Exercise Common Stock 502 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 228 $363.36 $83K
Holdings After Transaction: Stock Option — 749 contracts (Direct); Restricted Stock Unit — 1,755.208 contracts (Direct); Performance Stock Unit — 1,054 contracts (Direct); Common Stock — 352 shares (Direct)
Footnotes (7)
  1. F1. Represents performance-based restricted Stock units that have vested and settled in shares of the Company's stock. Pursuant to the terms of the performance-based grant, the total includes 165.3% of the original award plus shares equivalent in value to accumulated dividends.
  2. F2. Shares withheld for taxes on PSU vesting.
  3. F3. Award granted under the 2023 Omnibus Incentive Plan.
  4. F4. The option vests in two equal installments, the first half two years after the grant date and the final half three years after the grant date.
  5. F5. These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date.
  6. F6. Includes dividend equivalent units accrued with respect to the underlying RSUs.
  7. F7. Award granted under the 2013 Long-term Incentive Plan.

FAQ

What insider transactions did Eric J. Bartko report at Murphy USA (MUSA)?
Eric J. Bartko reported a mix of equity grants, exercises, tax withholding, and a sale. He exercised derivatives into common stock, had shares withheld for taxes, received new stock option and unit awards, and sold 345 common shares in an open-market transaction.

How many Murphy USA (MUSA) shares did Eric J. Bartko sell and at what price?
Eric J. Bartko sold 345 shares of Murphy USA common stock at $404.84 per share. This open-market sale on 02/13/2026 reduced his directly held common stock position to 352 shares immediately following the reported transaction.

What new stock options were granted to Eric J. Bartko by Murphy USA (MUSA)?
Bartko received a grant of 749 stock options with a $380.92 exercise price. The option vests in two equal installments, with half vesting two years after the 02/11/2026 grant date and the remaining half vesting three years after that grant date.

What performance and restricted stock units did Eric J. Bartko receive from Murphy USA (MUSA)?
He was granted performance stock units and restricted stock units on 02/11/2026. Awards include 454 performance stock units and two restricted stock unit grants of 227 and 1,226 units, all awarded under Murphy USA’s long-term and omnibus incentive plans.

How many Murphy USA (MUSA) shares does Eric J. Bartko hold after these transactions?
After the reported transactions, Bartko directly holds 352 shares of Murphy USA common stock. This reflects derivative exercises, tax-withholding dispositions, and his 345-share open-market sale, as disclosed in the Form 4 ownership totals.

Were any of Eric J. Bartko’s Murphy USA (MUSA) share dispositions for tax purposes?
Yes, 228 shares were disposed of to satisfy tax obligations on PSU vesting. These common shares were withheld at a price of $363.36 per share in connection with vested performance stock units settling in Murphy USA stock.

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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Bartko Eric J.
(Last) (First) (Middle)
200 E. PEACH STREET
MURPHY USA
(Street)
EL DORADO AR 71730
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Murphy USA Inc. [ MUSA ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP & Chief Customer Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/11/2026 M 502(1) A $0 925 D
Common Stock 02/11/2026 F(2) 228 D $363.36 697 D
Common Stock 02/13/2026 S 345 D $404.84 352 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option(3) $380.92 02/11/2026 A 749 (4) 02/11/2033 Common Stock 749 $0 749 D
Performance Stock Unit(3) (5) 02/11/2026 A 454 (5) (5) Common Stock 454 $0 1,354 D
Restricted Stock Unit(3) (5) 02/11/2026 A 227 (5) (5) Common Stock 227 $0 529.208(6) D
Restricted Stock Unit(3) (5) 02/11/2026 A 1,226 (5) (5) Common Stock 1,226 $0 1,755.208(6) D
Performance Stock Unit(7) (5) 02/11/2026 M 300 (5) (5) Common Stock 300 $0 1,054 D
Explanation of Responses:
1. Represents performance-based restricted Stock units that have vested and settled in shares of the Company's stock. Pursuant to the terms of the performance-based grant, the total includes 165.3% of the original award plus shares equivalent in value to accumulated dividends.
2. Shares withheld for taxes on PSU vesting.
3. Award granted under the 2023 Omnibus Incentive Plan.
4. The option vests in two equal installments, the first half two years after the grant date and the final half three years after the grant date.
5. These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date.
6. Includes dividend equivalent units accrued with respect to the underlying RSUs.
7. Award granted under the 2013 Long-term Incentive Plan.
/s/ Gregory L. Smith, attorney-in-fact 02/13/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR